This proposal is submitted to NIGMS in connection with the expressed interest of that institution in microscopic instrumentation techniques related to the engineering and physical sciences under the Biophysics and Physiological Sciences Program. The submitting organization is Kensal Consulting, a small electrooptical business in Tucson, Arizona, that has invented and patented what is felt to be the next generation pathologists' microscope. This new microscope will bring full-color digital visualization of tissue sections to the desktop and provide the pathologist with a "PC-Microscope" that is likely to supplant traditional microscopy. The traditional microscope does not furnish full-coverslip imaging; nor does it provide orientation information; nor can it be used to continuously zoom. Kensal's PC-Microscope, using a novel linear-diode-array slide scanner, will bring a full-color, full- coverslip image to the computer screen 1 or 2 seconds after insertion of the microscope slide in the instrument. Thereafter the user will select regions of interest from the screen by pointing at the coverslip image with a cursor. These regions will appear at high magnification and can be panned, focused, and zoomed continuously using a novel CFM (Continuously Focusing Microscope) recently patented by Infinity Photo- Optical Company. No oculars will be necessary, no manual handling of the slide and stage; no manual switching of fixed-power objectives as in traditional microscopy. The purpose of this proposal is to request SBIR funding to demonstrate the feasibility of fast full-coverslip imaging and to study the combination of this imaging modality with a complete, digitally-controlled, electrooptical mechanism that will be implemented as a PC-Microscope prototype in Phase II and commercialized during Phase III.